O2Gold Provides Update on Quebec Aur Transaction

Executive Summary

• O2Gold received a TSX Venture Exchange extension to close its $1.7 M private placement financing and the pending acquisition of Quebec Aur Ltd., now set for on or about January 7, 2026.
• The company amended the offering terms to include finder’s fees up to 8% of gross proceeds and associated Finder Warrants allowing purchase of common shares at $0.10 for 24 months post‑closing.
• Legal work continues toward completing the share‑exchange acquisition; no change to the overall transaction structure was announced.

Key Details

• Acquisition: Pending purchase of all issued and outstanding shares of Quebec Aur Ltd. (the “Target”) via a share‑exchange agreement dated April 15, 2024, as amended November 14, 2024.
• Financing Extension: TSX Venture Exchange granted an extension to close the non‑brokered private placement of 18 M units and 16 M flow‑through common shares; new deadline is January 7, 2026.
• Offering Gross Proceeds: $1.7 million (aggregate).
• Amended Offering Terms:
• Finder’s cash commission up to 8% of gross proceeds.
• Finder Warrants equal to up to 8% of the number of common shares and units sold.
• Each Finder Warrant permits purchase of one O2Gold common share at $0.10 per share for a period of 24 months after the offering’s closing date.
• Closing Timeline: Both the acquisition and the financing are now expected to close on or about January 7, 2026, subject to satisfaction or waiver of conditions.
• Reference Documents: Prior press releases (April 15‑24 2024; May 30 2024; August 23 2024) and management information circular mailed to shareholders as of August 26 2024; additional offering details in April 8 2025 and August 7 2025 releases.

Notable Quotes

• “The parties continue to work diligently to complete the remaining legal formalities in relation to the Acquisition, which is now expected to close (along with the Offering) on or about January 7, 2026,” – Scott Moore, Chief Executive Officer.